Silly Little Games
by smc-27
Summary: In which Rachel decides that she wants to break out of her shell just a little bit. By total fluke, Puck helps her do it. Puck/Rachel 2-part story. Rated M for chapter 2
1. Chapter 1

**A/N:** So, I wrote this as a one shot, but for whatever reason, I never really pay any attention to word count as I'm writing. Which means that the finished story is hovering around 23,000 words. Which is why I split it up into two chapters. Rated M for the second chapter.

Hope you like it!

**----**

It's funny, she thinks, how she went from a nobody at the beginning of sophomore year, to a little bit of a somebody by the end of it.

No, that's not quite right.

She went from the abrasive, annoying, loser girl that all the jocks (_all_ of them) picked on, to the girl who was friends with Finn and Quinn and some of the football players and Cheerios. The girl with the voice, who talked too much and smiled too wide, but wasn't worth the trouble of bothering. It was better than the alternative of a syrupy beverage in her face each morning, so she'd take it.

She spent the summer in Denver with her aunt, who runs a small theater company and wanted Rachel as the lead in the two plays she'd be putting on. Rachel flew out, and her dads came to see her a few times, once when A Midsummer Night's Dream opened, once for her birthday, and again in the middle of August when she opened in Barefoot In The Park (to _rave_ reviews, thank you very much.)

She kept in touch with her fellow glee mates. Well, a few of them. Tina, Mercedes, Kurt and Artie, mostly. She and Finn emailed a few times, but it was hard for her (and it still is). She likes Quinn well enough, enough to say they're friends, even. It just hurts to know that Finn forgave Quinn so easily, stood by her as she delivered the baby that wasn't his and put it up for adoption. Rachel thinks he's crazy for staying with someone who lied to him about something so monumental.

But what does she know?

(And it's not really her place anyway, she reminds herself.)

She engaged in a silly, short-lived summer fling with one of her costars, but that was pretty much exclusively chaste kisses, simple dinners, and him bringing her coffee in the morning for rehearsals. He was a sweet boy, but they both knew it wasn't meant to last, and neither of them was upset when it ended.

Now she's back at school, and it's the first day, and it's like she's invisible again. She knows she looks good. Her hair is shiny, her makeup is flawless, her skin is tanned, and her skirt is short, and her sheer white short sleeved sweater is a perfect contrast to the dark purple camisole underneath.

And no one cares.

She wonders what she has to do for anyone, just one person, to think she's even a little cool. Obviously what she's been doing for the past 17 years hasn't worked. She'd make changes if she knew which ones to make.

----

She shows up their first glee meeting ready to work. They lost Regionals to Vocal Adrenaline last year, and she's _not_ letting that happen again. Everyone groans at her enthusiasm. (_"It's the second week of school. Regionals aren't until February. We've got time,"_ Finn says, and she can tell he's scared of the glare she sends him.)

She works with Mr. Schue to come up with song choices, and he finds that she's not bossy or conceited. She's thought about this over the summer, and he tells her he's proud of her for being so dedicated and for being a team player, and she wonders what she has to do to get everyone else to share her love for this.

Puck is in the choir room, lazily playing his guitar while she and Mr. Schuester talk, and once their teacher leaves, Puck shakes his head and laughs softly.

"What?" she snaps at him.

He's the one person she hasn't spoken a word to since school ended. Even before then, their conversation was strained and almost non-existent. She doesn't care that he was the father of Quinn's baby.

She cares that he made it abundantly clear that he doesn't ever want to be her friend. (That still stings more than it should.)

"Nothing."

"Puck, clearly you have something to say. Say it." She puts her hand on her hip and rests her weight on one toned, tan leg, and he looks her up and down. He laughs when she lets out a frustrated huff.

"You don't have a life outside of glee, do you?" he asks. She almost thinks he doesn't mean it as a criticism, just an observation.

"I just want to win," she tells him.

He doesn't say anything else, just grabs his guitar case and starts walking out of the room, and she thinks he might be smiling right before he leaves.

(Apparently, a smile means absolutely nothing, because he still ignores her when he passes her in the halls, and she doesn't care, because she's really not surprised.)

----

There's a 'start of the year party' of sorts at Brittany's house, and Rachel's shocked when she's invited. She's even more shocked when she actually considers going. She doesn't want to, necessarily, but she's fairly certain that not going to the party will garner her more negative attention than attending. She agonizes over it for days, though, because what is she to do when she gets there? No one will likely talk to her anyway.

But when Brittany asks her the Friday of the party if Rachel's coming, she finds herself saying yes, and Brittany gets all excited and smiley and hugs her, so Rachel thinks it might not be all that bad anyway.

And when she calls Kurt in a panic, asking for help with an outfit, he tells her he's been hoping she'd call, and he advises her to not wear a skirt or a button down shirt. He doesn't give her much more to go on, but she figures, since her wardrobe is limited, that gives her enough insight anyway.

When she walks around the house to the big back yard where everyone's hanging out, she sees Kurt's raised brow and appreciative nod, and she rolls her eyes and smiles as she makes her way over to him. Maybe she won't have a terrible time.

Puck notices her as soon as he arrives.

Well, maybe that's not true.

He doesn't recognize her. She's wearing these little (like, _really_ little) dark denim shorts and a light coloured short sleeve top, and he can see a little of this girl's skin at the small of her back. She's got leather flat sandals on and her hair falling down her back. He wonders who the hottie with the killer legs and great ass is, and (thankfully) just before he nudges Mike to ask, the girl turns around and he sees that it's fucking _Rachel_. Not only does she look hot as hell, but her shirt has little buttons halfway down the front, and half of those are undone, and she's smiling.

Like, she's smiling like a normal person.

"Dude, Rachel looks great," Mike says, and Puck's about to get all defensive, asking why he'd say something like that, but then he sees that Mike, Matt, and three of the other football players' eyes are all glued to her as she makes her way up the steps of the deck and into the house.

"Dancer's body," Matt says appreciatively.

"What'd she do this summer? I didn't see her around at all," Mike notes.

"She went to Colorado and brought the house down, man," Matt says, his eyes wide and impressed. "She was in these two plays, and like, sold out every show. That girl is crazy talented."

"Crazy's right," Puck mumbles, stepping away from them so he can make his way into the house. He doesn't look at her as he passes her and she's sitting there talking to Tina.

But he thinks the Colorado sun was pretty good to her. He hasn't really noticed how tanned her skin is until right now.

The party isn't so bad, she decides. People are talking to her. Mostly the glee kids, but it's better than she expected. It's not until everyone starts getting tipsy (and she's not drinking) that she remembers how different she is from everyone else. Kurt and Mercedes are literally joined together, arms linked as they dance and laugh and do whatever. Tina is sitting next to Artie, heads bent together as they talk. Finn and Quinn are...well, she doesn't care to even think about them. Brittany and Santana are dancing together on the deck, and Mike and Matt are watching the girls appreciatively. Everyone seems to be paired off, and those are just the people she knows. She doesn't even bother to attempt to talk to the 'strangers', because she knows they'd brush her off, or worse.

She needs a moment of quiet before she decides what to do. It's just barely 10:30, and she doesn't really want to go home yet (her fathers will make a big deal about her bowing out of this 'high school experience'). She slips into the house and down the hall, careful not to make any noise, because God only knows what's going on behind the closed doors she passes.

She comes upon one that's open, and she peers inside. There's no one lounging around, and she can't really blame them. It seems Brittany's dad is into hunting and/or taxidermy, because there are no less than half a dozen stuffed game heads mounted on the wall. It's imposing and a little creepy, but she figures it's better than dealing with everyone else right now.

She walks inside and takes a look around. There's a full wall of old books, a couple couches and a bar in the corner (not surprisingly, there's no alcohol there right now). She notices an old stereo cabinet, and she walks over to take a look at the record selection, and she's not really surprised to see that it's basically all classic rock. But she does think it's pretty cool that Brittany's dad has the entire Beatles catalogue on vinyl.

She decides that if she can just sit in this room for 10 minutes with just the muffled sounds of the music in her ears, that'll be enough of a rest, then she can go back outside.

Puck doesn't really know what he's doing, but he saw Berry walking into the house, and he wonders what the hell she's up to. He hasn't seen her take a drink, and he hasn't seen her talking to any guys. So that rules out her finding a place to throw up, or going off to meet up with some dude in an empty bedroom.

So why's he following her?

Why not? He's had enough to drink that nothing can really ruin his night. He's got a good buzz on, and he figures that she shouldn't be on her own. She should be at least trying to interact and have a good time.

He walks down the long hallway on the first floor of the house, and he stands at the door of the room she's in and watches her looking through a shelf full of records. And seriously? It's not his fault if his eyes travel town her body. It's _her_ fault for wearing those shorts.

She sits down on the sofa with her back to the door, and she's surprised, looking at him with wide eyes, like she's wondering what he's doing coming in and sitting next to her.

"What are you doing here?" He doesn't mean for it to sound like it does, but...well, what the fuck?

He's expecting,_ 'Oh, Puck! I didn't see you there. You see, I was extended an invitation and I thought it rude not to attend...'_ and fucking whatever else that chick says. He's worked out a system where he tunes her out after about 10 words. Funny thing is, he can still usually get what she's saying.

"I'm wondering the same thing," she says. The reason she's in this room is because no one else was. Of course, he had to come in and find her.

"Not havin' fun?"

She rolls her eyes. "An astute observation," she mumbles.

He looks at her in complete confusion, and it's almost enough to make her laugh. "Huh?"

She chuckles a little bit and simply says, "no."

"You drinking?" he asks.

"No," she says, looking at him like he's crazy.

"_That's_ why you're not having fun," he says, snapping his fingers and pointing at her. He thrusts his glass towards her (it's a crystal tumbler that she's sure he's not supposed to be using). "Here."

"No thank you. I've never consumed alcohol before, and I'd rather not..."

"Fuck, Berry. Just take it," he says. He holds the glass, looking at her expectantly until she reaches for it. The ice clinks as she holds it. "It's vodka cran. I don't fucking care if it's pink because it's dee-licious."

She actually smiles. (Is he being _nice_ to her?) "I do like cranberry juice."

"You have to. Since your last name is Berry. It's a rule." He flashes her a smile (he calls this one his 'panty remover' and doesn't let himself question why he's giving it to this chick; her sensible white granny panties can stay on forever for all he cares.)

"Says who?" she laughs.

He points at himself with both thumbs. "This guy."

"How much have you had to drink?" she asks with her brow raised.

"Not as much as you'd think. I'm just havin' fun with ya," he says. He doesn't care that it makes it sound like he, you know, cares or whatever, because it's a fucking party, and she shouldn't be sitting in this creepy room all alone. He's not a _total_ jerk. "Drink it, Berry."

"I'm wary. How do I know you haven't slipped me Rohypnol or GHB?" she asks.

She's fucking serious. He blinks at her.

"Fuck. What kind of guy do you think I am?" he asks, offended. She just looks at him with those brown eyes, and he shakes his head at her. He grabs the glass, takes a swig, and shoves it back towards her. "There. Trust me now?"

He sees the little smile she has on right before she takes a sip. "Oh!" she says, raising her hand to her lips. "That's...that's really good."

"I know, right?" he says, a smile on his face and his eyes looking into hers. She tries to pass the glass back to him, but he shakes his head. "Keep it. You know, a real woman'd drink all of it real fast."

"I'm pretty sure that's an exaggeration, and I'm far too sensible for your attempts to get me drunk to work," she says seriously.

"Come on!" he says. He stands and puts his hands on his hips as he looks down at her her. "Believe it or not, I can talk to a girl without wanting to get into her pants. Or...shorts. _Whatever_. Look, I'm just trying to fucking...get you to loosen up. You've got a stick up your ass, and it drives everyone fucking crazy. Forget I bothered!"

She stands, tips back the glass, drinks its contents all at once, and shoves it against his chest. "Happy?" she asks.

She leaves him standing in the empty room with the creepy heads on the walls, and he wonders just who in the hell Rachel Berry thinks she is.

He runs after her, catches up to her in the hallway. He can feel the pulse of the bass beneath his feet, and she runs her hands through her hair. If she were just about anyone else, he'd think that was really hot. (It might be regardless.)

"Puck, just leave me alone," she says, sighing it out like she's all frustrated.

"You need to do that again," he states.

"What?"

"Drink your drink that fast," he tells her.

He gestures towards the kitchen (and if he checks her out as she walks in front of him, it's just because he's trying to decide if she's really as hot as he thinks she is right now). He mixes another drink and hands it to her, and she tips it back, drinking the whole thing in one go. The guys in the room are shouting and clapping, and the girls are looking completely shocked, and Rachel hangs her head at the attention. Matt throws his arm around her and declares her the sexy girl of the party, whatever that means, and Puck just stands there, totally impressed by her. Maybe she only did it because he pissed her off enough to force her into it, but whatever.

"You're pretty good at that," Puck says, and he notices that her eyes are a little glassy. Buzzed. Sweet. Maybe she'll act fucking _normal_ now.

"I have no gag reflex, along with impeccable control over my breathing."

He chokes on his drink and looks at her, and it's clear she has no idea what she's just said, or to whom. She looks at him like he's insane. "Don't say that too loud."

"Why?" she asks, completely oblivious. He'd think it was cute if it wasn't so unfortunate.

"No gag reflex?" he says pointedly, raising his brow. He laughs when she claps her hand over her mouth and turns ten shades of red.

He pours her another drink and tells her to show them what she's got. She locks eyes with him as she chugs again, and for the first time in ages, he lets himself think that Rachel Berry?

_Totally_ hot.

----

She's more than a little surprised when one of the senior football players sits across from her at the lunch table and starts talking to her. He tells her he liked her performance at the school assembly (they had a motivational speaker come in and the glee club performed Taking Chances to kick things off). She looks around to make sure that there isn't anyone laughing, just to make sure this isn't all part of some elaborate prank or joke or something. But he's actually looking at her kind of sweetly, and no one seems to be staring (other than the obvious people who are wondering why Seth Greenwood is talking to _her_.)

They sit and talk through their lunch hour, and while it feels strange, making small talk with one of the most popular boys in school, she finds herself smiling, because _she's making small talk with one of the most popular boys in school_.

The next day, he walks up to her in the hall way with his letterman jacket on and a perfect smile on his face, and he tells her they have an away game coming up on Friday, that she should take the fan bus to the game, then he'll meet her afterward and they can hang out before driving back to Lima.

She says yes. She'd be crazy not to. By noon, half the school knows. By glee rehearsal at the end of the day, the whole school knows. Mercedes asks her what she's going to wear and what they're going to do, and it feels like the kind of girl talk Rachel's never really been asked to partake in before. She thinks it's actually kind of fun.

She's walking to her car after practice when someone jogs up behind her, and she turns to see Puck with his bag slung over his shoulder. He doesn't say anything, just walks alongside her.

"Can I help you with something?" she asks after a few moments.

"Greenwood, huh?" he asks. She furrows her brow at him. "He's a senior."

"I'm aware of that, thank you."

He watches as she unlocks the door to her car, and he wouldn't be surprised if she just got in and drove away without another word. After all, he's never really given her any reason to want to listen to what he has to say.

"He's a senior and a _jackass_."

She turns to him, puts her hand on her hip and scowls at him. "Like you're a saint?" she asks. Okay, so she has a point there. "I don't know what you're implying, or why you've made this any of your business."

"I'm just sayin'. Be careful. 'Cause we need your voice for Sectionals and stuff. And you're no use to me at all if you're all heartbroken and shit," he says, and she rolls her eyes and gets into her car. She rolls the window down and he leans over, his forearm on the roof of her car, so he can talk to her.

"Believe it or not, Puck, there are people who aren't repulsed by the thought of spending an evening with me. Seth has been nothing but kind to me, which is more than I can say for most of the people at this school, yourself included. And so what if I want to go to a football game on a Friday night? I think it's about time I let loose and experience some of these normal high school things."

He's just staring at her when she ends her rant, and she's looking at him almost like she wants him to say something that proves all she's said is true.

(Honestly, he's thinking that he's never heard her sound so unsure of anything.)

"Right. Well, I'll see you there, then," he says as he stands. He watches her drive away, and he has this sinking feeling in his stomach that this isn't going to end well.

He doesn't know when he started caring about what happens to her.

(He knows just how much of an ass Seth can be. He's like, the _king_ of the morons on the team.)

Come Friday night, Rachel is dressed in jeans and a sweater, sitting on the bleachers at this school an hour away from home. The bus ride wasn't terrible. She sat with her iPod on and watched the scenery pass, and Seth texted her to make sure she was coming, then sent back a smiley when she said she was on her way.

The air is crisp, and she finds herself watching the three players she knows. Finn is the quarterback, Puck is wide receiver, and Seth is a defensive tackle. Her knowledge of the sport isn't extensive, but she has a grasp on the basics, so she knows when to cheer and when good things happen, and she finds herself getting swept up in the emotion of the game. Finn sends a pass towards a running Puck, who carries it into the end zone, and she and the people around her all jump up and cheer. Seth plows over a guy, and she claps again, but she's slightly less enthusiastic with the more violent side of the game.

She waits on a little bench outside the gym doors, where Seth said he'd meet her, and she people watches as the crowd and the opposing team (the losers, in this case) all leave.

And she waits. And she waits.

And she thinks she might cry, because it's very clear that Seth _isn't_ coming.

She closes her eyes tightly as she thinks about who she can call to come get her, and also how dangerous it probably is to be sitting alone at night on an empty school campus where she doesn't know anyone or anything.

She nearly jumps out of her skin when she hears footsteps. She's afraid to open her eyes.

"Hey."

That voice sounds familiar. She looks up to see Puck and Finn standing in front of her, bulky gym bags over their shoulders, hair wet from their showers.

"Hi," she manages, though she is having a very hard time not crying.

"What are you still doing here?" Finn asks, totally oblivious. "I thought Seth was taking you out."

She looks to her hands and doesn't say anything.

"Fucking prick," Puck says. She's gnawing at her bottom lip when she looks up again. "Seriously, that guy...I used to kick his ass for fun. Now I've got a reason."

She's more than a little surprised to hear him talking about sticking up for her like this. She realizes she still hasn't said much of anything. She stands up and smooths out her jacket, straightens her posture, and has every intention of brushing this off and pretending it's not a big deal.

"He just left her here?" Finn asks, finally cluing in. "That's ridiculous! Not to mention not safe. I can't believe he'd leave her here. Doesn't he know she's our friend?"

Rachel totally expects Puck to correct Finn and remind him that he and Rachel aren't friends, but he doesn't.

"Congratulations, Berry. You just got played," he says, pursing his lips when he's done. He actually hopes he doesn't sound like too much of a jerk, because it's not cool that she's gotten screwed over. He's just letting her know it happened. You know, in case it wasn't clear.

Finn punches him on the shoulder. "Dude! Be _sensitive_," he says quietly, glancing at Rachel.

Rachel laughs a little bit and wipes her eyes, and Finn throws his arm around her shoulder, hugging her quickly.

"C'mon," Puck says, reaching for his keys.

"What?" she asks in shock. Puck starts walking towards his truck, and Finn smiles at her and gestures for her to follow.

"What? You think I'm gonna let you fend for yourself? We're all going to the same place. You're sitting bitch. Don't fuck with my radio."

Finn shakes his head and tosses his stuff into the bed of Puck's truck, then opens the door so Rachel can slide in.

And it is really weird, sitting there, her squished between the two guys. Puck's arm is lazily draped over the back of the seat, brushing her back, and Finn is leaning towards the window to give them both a little more room. Puck's music is a selection of not-entirely-terrible rock songs, and sometimes when he forgets he's not alone, he sings the words softly. They talk about the game, and she can tell Puck's just a little impressed with her knowledge of the game. He tells her that no, she's no expert, but at least she can comprehend the rules, which is more than he can say for most girls. Finn laughs and says that before she became a cheerleader, Quinn didn't even know what a first down was.

Puck pulls up to a Sonic about a half hour into the drive, and both boys get out without saying anything to her. She's just kind of sitting there, staring between them, and Puck rolls his eyes and holds the door open.

"You coming or what?" he asks. She's still confused, but she hops out, and her elbow grazes his stomach as she walks past him. "Post game tradition. We get tired as shit and all drained and whatever, so we get food."

"Oh."

Finn's already ordering (seriously, that guy eats like crazy) and so Puck holds the door open for her, and he hates that he's about to ask this, but; "Are you okay?"

"I'll be fine, thank you," she says. He doesn't believe her, and when he reaches for her elbow, she looks at his hand like it's some strange object.

"C'mon, Rachel. Seriously."

"Seriously?" she asks incredulously. They're standing in the atrium, another door separating them from the restaurant, and she crosses her arms. "_Seriously_, I'm humiliated, and I'm trying not to think of what it's going to be like on Monday when the whole school will undoubtedly be talking about how stupid and gullible I am."

He looks at her for a second, and he can't tell if she's more pissed off than hurt, or the other way around. "You're not gonna like, start crying or something, are you?"

She scowls and narrows her eyes at him. "No, Puck. I'll make my complete embarrassment as easy on you as possible."

She storms through the door and towards Finn, and Puck is left shaking his head. This is what happens when he tries to be a nice guy?

They get her laughing, just by the sheer quantity of food they eat, and she tries to act disgusted when Finn puts his onion rings on his burger, but he convinces her to try a bite. Puck totally looks down her shirt when she leans across the table to bite into the burger in Finn's hand. (Her bra is purple.) She lets out this sound of appreciation that he can't help but think she'd make in bed (he's a dude, he relates just about everything to sex) and then she sits back in her seat and sips her soda while the boys finish up their meals. She's already done, since, you know, she didn't order a dump truck full of food.

They pile back into the truck, and Puck (totally an accident, he swears) puts his hand on her thigh at one point. Both Rachel and Finn shoot him confused looks, and he pulls his hand away, putting his arm around the back of the seat again.

"Sorry. Habit. And...didn't know where else to put it," he says by way of explanation. Rachel's face is a little pink, and he laughs and shakes his head. Doesn't take much to get her going.

Paradise City comes on, and both boys get pretty excited about it. Puck cranks up the volume and Finn air drums. Rachel can only laugh, wondering how many times these guys have done this exact same thing on game nights over the years.

He drops Finn off first, since he lives on the way to Rachel's place, and he very sweetly asks her if she's going to be okay before he gets out and says his goodbye. She scoots over so she's not pressed up against Puck, and it's weird, but she finds that she misses it, his thigh against hers and his arm around her.

He remembers the way to her house, and she stares out the window, not looking at him when she realizes she doesn't have to. But then, as she's thinking about everything, about her night and how it actually turned out to not be terrible, she realizes that his conversation with her the other day had a purpose.

"You tried to warn me," she states, glancing over at him.

"Huh?"

"The other day. You tried to tell me not to go out with him."

"Don't make a big deal of it," he says, shrugging his shoulder. She's just staring at him. "Look, I didn't know what he was going to do, but I kinda thought it wasn't anything good. Guy's a total jerk."

She actually smiles at him, and when he looks at her, he doesn't really know what to think of that. "Thank you," she says quietly.

"Whatever. _Don't_ make a big deal of it," he repeats. He hates that he thinks the smug smile she's wearing is kinda hot.

She tucks her hands under her legs as he drives across town to her place, and he hears her humming along to the song on the radio. It's a pretty current rock tune, and he wonders how she knows it. He doesn't really figure her for a 'rock radio' kind of girl. It hits him that he doesn't really know her very well at all. He can assume what he wants, based on the glimpses he's seen of her at school over the years and in glee club, but that doesn't add up to her whole life.

He wonders who she is when no one's around.

"Thank you for the ride, Puck," she says politely as he pulls into the driveway and shifts the truck into park. "I appreciate it."

"No worries. Wasn't about to leave you stranded."

"Well, either way. Thanks."

She reaches for the door handle and then hops out of his truck, but he stops her before she can shut the door. "Hey." She turns back to him, and he thinks it's pretty funny that she's so tiny next to his vehicle. "Listen, I'm sorry about what Greenwood did."

She doesn't say anything, just smiles at him and nods her head, then closes the door and heads towards the house. He waits until she's inside before driving away, and he wonders just_ why in the hell _he apologized for something that he didn't even _do_.

----

The next time she sees Seth, he's got a split lip and a bruise turning purple on his cheek bone. He shuffles up to her in the hallway and apologizes, and she accepts only because he looks absolutely _pathetic_, standing there with his head down and his tail between his legs.

Puck winks at her in the hallway as he passes, and he hears her laughter before he rounds the corner.

(What? _Someone_ had to teach the guy a lesson...)

(Finn held, Puck punched.)

----

Chemistry is not Rachel's best subject. In fact, it's her worst. She can make all the flash cards she wants, and she can study until forever, and she can pour over her labs until her eyes are tired and dry, but at the end of the day, there's just something about it that she doesn't get.

Well, that's a lie. She's still above average in her class. She's below her own average, and she doesn't like it. Her fathers? They hate it.

They've always, always been supportive of her love of music and the arts. They've also always insisted that if she was going to devote herself to the arts and try to make it in that profession, that she at least have the book smarts and the grades to fall back on if need be. Not that they don't think she'll make it (they're her two biggest fans) but they're logical men who just want the best for their 'beautiful, talented, intelligent daughter'.

Bringing home a 79% on a test isn't exactly what they expect of her. One of her fathers (daddy) is always a little less hard on her, but she still had to endure a lecture about priorities and balancing her responsibilities, and how she might get a music scholarship, but she'll need to keep it, and having a good academic record will help.

This was not an ideal start to her Saturday morning.

She asked their permission to go out to meet up with friends for brunch (she has the friends now, sort of, but there was no brunch) and now finds herself in the park at the edge of town, standing on the little bridge, looking down at the creek that runs below. She's bundled in a warm sweater and a pair of jeans, leaning against the railing and trying to think of a way to remind her dads that not only is this only one test, but that she's still among the top in her class. She stops thinking about it after a while, though, because it's Saturday, and there's nothing she can do about the grade now, other than just study harder for the next test.

"What're you doing here?"

The voice startles her and she looks over to see Puck standing next to her, his cheeks red from the cold and his hands stuffed into the pockets of his jeans. She thinks, wryly, that perhaps if he didn't insist on having that asinine haircut, he wouldn't be so cold.

"Clearing my head," she answers honestly. "You?"

"Kinda the same," he says. His voice is quieter than usual, and she finds that she's worried about what that might mean. "Thought no one else knew about this place."

She smiles at him. "It's a public park. In fact, it's the oldest public park in Lima."

"Whatever. I've never seen anyone else on this bridge before," he says with a shrug. He's not really surprised that she knows the history of the freaking parks in Lima. As if that matters.

"You come here often?" she asks, angling her body towards his a little. He raises his brow and her face goes red after realizing what she's said. They both laugh a little bit, and she looks away. "You know what I mean."

"Sometimes," he answers. "My sister's got a friend at the house. They're squealing like idiots. Started at 7:30 this morning."

Rachel laughs again and he thinks that he doesn't hate the sound. "Ouch."

"You?" he asks.

She turns forward again, leaning both elbows against the railing. He watches the hair fall in her face, and it bugs him that she doesn't push it away. She's quiet, doesn't answer him, and he doesn't ask again, because he figures there's a reason she isn't talking, and it's none of his business why that is, unless she wants to tell him. And anyway, it's kind of nice to be around her when she's not talking a mile a minute about...everything she can think of.

Five minutes must pass, and he honestly doesn't know why the hell he's still standing there with her, but he likes this bridge and how quiet the park is, and he doesn't think he should have to leave. And she's not telling him to. And besides, he's standing kind of close to her, and the arm that's pressed against hers is nice and warm. So there's that.

"Do you ever just want to...to _rebel_?" she asks abruptly, and when she looks at him, mohawk and lazy smirk, she realizes that she's just asked a silly question that she already knows the answer to. (_Yes_.) "I just can't stand it sometimes, being so perfect."

"Who says you're perfect?" he asks, and when he looks at her, argyle sweater, smooth skin and silky hair, he realizes he's just asked a silly question that he already knows the answer to. (_Everyone_.) "No one's forcing you to do it. You're the one with the crazy fucking head full of dreams and shit."

"Well, yes, I suppose a lot of my pressure is self-imposed, but I feel...I feel like what pressures I don't put on myself, I get from everyone else. I spend my time cultivating my talent, and then people tell me I need to shift my focus. I don't _want_ to shift my focus. I know what I want, and why do I need..." He's staring at her blankly, and she takes a deep breath. "I'm sorry. You don't care."

He shrugs. "It's not that I don't care. Just that I don't know why you're telling me," he says seriously.

Since when does he care? (They're both wondering it.)

"It's just really hard trying to please everyone," she says. She fully expects him to make some kind of sexual comment, but he doesn't. He just nods his head, and she wonders what kind of pressures he's under. There has to be some.

"Better than no one ever having any hopes for you," he says seriously.

She thinks her heart might break a little. "Noah..."

(That's the first time in over a year that she's called him by his first name. They're both thinking about that, too.)

"Here," he says, pulling something from his pocket. It's a package of cigarettes. He takes one out and holds it out for her. She looks at him like he's handing her a stick of dynamite. "Take it."

"I am _not_ smoking that!" she cries. "Do you have any idea what smoking does to one's vocal chords? Not to mention cancer! Heart disease! I can't believe you smoke!"

"I don't. Fucking chill, okay? And just take it," he says, thrusting it towards her. She lets out a huff, but takes the cigarette between her fingers. "Sometimes when I'm drinking, I have a cigarette or two. No biggie."

"I beg to differ. The statistics speak for themselves. Nicotine is highly addictive, and..."

"Yeah. Whatever. Just put the thing in your mouth, alright?" he says forcefully, reaching for his lighter. She still looks appalled. "You don't have to inhale. You don't have to finish the thing. I'm giving you a chance to rebel, here. Just fucking _take_ _it_." He thinks he almost sees her smile as she puts the cigarette between her lips. "Suck in," he instructs as he holds up the flame and lights the end.

She does as she's told, careful not to inhale, then blows out a stream of smoke. Puck smiles at her, and she thinks she might look kind of sexy with a cigarette between her fingers and a plume of smoke coming from her lips. (And besides, actors and actresses are often asked to smoke for roles, so this is all just practice anyway.)

He lights his own cigarette, despite the fact that he's stone cold sober (come on, it's 10:00 in the morning) and takes a puff. She watches as he inhales, and she thinks it's almost..._hot_...the way he blows smoke rings and dangles the cigarette in his hand over the edge of the railing in front of them.

"When I was eight, my old man gave me a pack of Marlboros," he says. She notices that's not the brand he has now. "I was just sitting there, watching Arthur, you know that show with the talking aardvark?" he asks, and she smiles and nods at him when he glances at her from the corner of his eye. "He came in and I could tell he'd been drinking, not that _that_ was a big shock. Anyway, he had a carton, and he tossed this package at me and says, totally serious, _'There, kid. Give you a head start on being like me.'_"

She does not know what to say to that. She doesn't know much about his family life, but she knows his father isn't around. The way he's talking now, with so much animosity, lets her know that it's a sore subject that he probably doesn't bring up with just anyone.

He takes a long drag off his cigarette and grins at her when she does the same. He thinks it's still pretty awesome of her, even if she's not inhaling.

"Here's this guy with no fucking job, reeking of beer and stale smoke, and a temper that scared the shit out of everyone, and he's telling me to be like him," he says. Rachel feels tears flood her eyes. "That's about all the expectations anyone ever had for me."

"Noah," she whispers. He glances at her and sees her eyes shimmering, and he wonders what the fuck he's doing telling her this. "That's...that's a terrible memory."

"Yeah, well, it's hard to forget. That was the last thing he ever gave me," he says. "He was gone a week later."

"Good," she says softly. She doesn't even realize she's said out loud it until he turns to face her head on and his eyes are searching hers. "You're not like him. His leaving...that might be the best thing he ever did for you." He looks to the ground and ashes his smoke. "I'm sorry. It's not my place to say that. I just..."

"No, you're right," he interrupts her. "But he's still got a reputation around here, and I still have his last name. People think I'm a fuck up."

He's a little captivated by her as she takes another drag and blows the smoke away from her, away from them. Her hair is being whipped around a little, since the wind has picked up. She looks back at him, and there's something he really likes about the smile she gives him.

"I don't," she confesses simply. He gives her a lopsided smirk and she smiles at him. She doesn't think she needs to say anything more.

"I've never told anyone that. Not even Finn," he tells her. He wants it to sound like a threat, like _keep your fucking mouth closed,_ but he knows it doesn't come out that way.

"Thank you for telling me," she says quietly. He knows she won't tell anyone. She lifts her hand and flicks her thumb against the filter of her cigarette, sending the ash to the ground. "And thanks for helping me with my _badassness_."

He tips his head back and laughs, and he surprises her by throwing his arm around her shoulder. "You're not a badass yet. But you're not a loser either." He lets her go, takes one final drag of his cigarette, and says, "later, Rachel," as he blows out the smoke and stubs out the cigarette with the toe of his shoe.

She doesn't watch him walk away.

He looks back at her, standing with her elbows on the railing again, smoking her cigarette, and he decides she looks really fucking hot, and for the first time, he thinks that maybe she's just a normal teenager like everyone else.

----

He doesn't really know when it happens, or why, actually, but they grow just a little closer after that day on the bridge. It's not like they're best friends or anything crazy like that, but he'll sit next to her in chemistry. She tells him all about that test, and he gloats because he got an 81%, and she lets him make fun of her because she's impressed he's actually applying himself. He actually gives her a couple little tips that help her with the subject, and when she thanks him, he winks at her.

He doesn't roll his eyes or ignore her any more in glee when she starts going on about harmonies and key changes and whatever, and actually, when she says something he agrees with, he'll speak up and say so.

Why? He doesn't know, exactly. He's just realized that while she may be fucking nuts, and intense, and still annoying sometimes, she's more like him than she (or he) wants to admit. He doesn't hate the way she laughs or the way she only ever calls him Noah when they're alone, just the two of them.

Oh. That's the other thing. He's been to her place a couple times, too. Once when his mom and her dads had to work together on a project for the JCC and he and Rachel got 'stuck' watching Hannah in the living room while the adults worked away. And another when he missed two rehearsals after catching the flu, and she invited him over to catch him up on what he'd missed. Really, he didn't need it, and they both knew it, but for some reason, he didn't call her on it. Sometimes it's not fun to piss her off. He's kind of learning his boundaries with her, what will make her playfully scowl then be over it two minutes later, and what will genuinely piss her off.

She calls him one Saturday afternoon, asks if he wants to come over and maybe work on some chemistry stuff, and he knows that's her way of asking him for help (he knows now that it helps her to talk things through; shocking.) It's not like he tutors her or anything, she doesn't need it, but he's kind of her sounding board or whatever, and any time they do this, he just sits there and lets her babble on, and only once or twice has he ever had to interject and correct her. (And yeah, that totally makes him feel like a genius, actually.)

But she's never asked him over _to her house_ help her.

And when he gets there, her dad is home, but he's just leaving. Puck thinks it's weird (and kinda awesome) that her dad has no problem leaving her in a house alone with a boy. A boy like himself, who he's sure her parents have heard all about.

And does he think Rachel's hot? Yeah, he does. Since that party and that night in his truck and that day on the bridge, he thinks she's way underrated. Her body is insane, and her hair is all shiny and pretty (shut up, okay? he notices) and she's got these eyes that, when she wears just a little more makeup, look so brown they're almost black, and yeah, that's totally hot.

And okay, a couple times, when they've been dancing together in rehearsal or whatever, he finds that his hands will linger on her a little too long, or that hers will stay on his shoulders when she should have let go. In rehearsal one day, he had to lift her up and spin her, and when she lost her footing right in front of him when he set her down again, his arms instinctively went around her waist to steady her, and she ended up with her back pressed against his front, him holding her there, his arm totally touching her boob.

_Sexual. Tension._

But still, it's weird when her dad tells him to head up to her room, and Puck realizes that he's nervous or something. He's Puck, okay? He doesn't get nervous. In fact, he should feel fucking awesome, since he's alone in a house with a girl who he happens to think is really damn sexy. But it's weird with Rachel, because he like, likes her as a friend, and he's not just going to try to sleep with her, because he doesn't want to hurt her or whatever.

(And yet, she's the one constantly reminding him that not everything he touches turns to shit.)

He's walking down the hall towards her room, and he hears the faint sounds of some music coming through her closed door. He doesn't recognize it, but he wishes he did, because it sounds _hot_. Total baby making music.

So why in the hell is _she_ listening to it?

He knocks at the door, but she must not hear, so he pushes it open and glances to where she's laying on her perfectly made bed. Her eyes are closed, and she's just _laying_ there. He actually glances over his shoulder, not that he knows what he's looking for, but he feels like he's interrupting something.

"What the fuck are you listening to?" he asks, and it comes out as more of a growl than he intends it to.

"Noah!" she cries, sitting up and swinging her legs over the side of the bed. He notices her face is all flushed and her fists are balled against her thighs, almost like she's holding her skirt in place. (He wonders if, had he walked in a few minutes later, she would have had a hand _beneath_ her skirt. Probably not. But still. Fucking hot. And it's his imagination, so he's gonna let it do what it wants.)

He's about to repeat the question, then he hears the next lyrics, and he swears there should be fucking prizes for this kind of self control. _You don't have to stay in the rain, I'll get you wet. Push you up against the wall, turn you out and turn you on._

"Rachel," he breathes out. She finally lets her eyes meet his. "This is seriously fucking hot. You know that, right?"

"It's Robin Thicke. He's incredibly talented, and his voice is wonderful. This is just...a song off his latest album," she explains. He crosses his arms over his chest and smirks at her.

"What's the album called, Berry?" he asks. Now that he knows the artist, he thinks he knows what record she's talking about, and he's for damn sure gonna make her say it.

"Given the way you're looking at me, I'd say it's safe to assume you already know the answer."

He moves to stand right in front of her, kneels down and rests his hands on either side of her body. "What is it, Rachel?" he asks.

The way she says her name makes heat pool in her stomach, and the way his eyes are practically searing into hers has her breathing shallow. She doesn't know where her confidence comes from.

"Sex Therapy."

Something about the word 'sex' coming from Rachel's lips does crazy things to him. And most of those things are in his pants. Fuck, this girl is insane. An insane, perfect, gorgeous, _innocent_ girl.

"What do you think about when you listen to it?" he asks, his eyes still on hers. "Who?"

"Noah, that is _horribly_ inappropriate," she says. She rests her hand on his chest and pushes him backwards. (She can feel how hard his heart is beating, and she wonders if maybe she has some kind of an effect on him. Something like the effect he's having on her.)

And, okay, so he's far from the kind of boy she usually finds herself attracted to. He's not clean cut and proper and polite. He doesn't have a 10 year plan and as much ambition as he can possibly carry in his body. He's got goals, but they're broad, not specific, and while he's very smart, he only applies himself in the areas where he has some interest.

But her skin heats up when he touches her, and sometimes she finds herself blushing when he looks at her. He makes her laugh, and she loves the smile he always gives her when he does. One day in glee, they were partnered together and he had to lift her up and spin her around, and she was sure she was going to fall when he set her down, but he reached for her and pulled her against him, and she could feel every muscle of his torso as she stood pressed against his front. She was sure everyone would have called her on how flustered she appeared, but they all assumed that she just didn't like messing up the step and the flow of their rehearsal.

And now, her hand is over his beating heart, and they're alone in her bedroom (and maybe her house, since her dad was supposed to be going out) and he's asking her about this song that, yes, she will admit, is very...erotic. (And the question he just asked her? She thinks she's never felt _this way _before, just from words.)

"Would you like to help me study?" she asks. He's still far too close. She can smell him; deodorant and fabric softener and _boy_. It's _intoxicating_.

"No."

"Noah."

"Rachel."

She watches the way his eyes flick down to her lips, and she cannot believe that he wants to kiss her. _He_ wants to _kiss_ her? Why? Sure, he makes comments about her appearance (her skirts) sometimes, but she didn't think he meant them. She's also seen him make comments to other girls. Hell, she's seen him making out with other girls in the halls at school! Though, not recently...

She clears her throat though, because he is just not the kind of boy she needs to be getting caught up with. He must take the hint, because he stands up and moves over to her desk chair, where he slumps down and reaches for her text book.

But apparently, he doesn't want to drop the subject.

"Still think you should answer the question," he mumbles, flipping open to the unit their studying. His eyes are on the pages, so he doesn't notice her moving towards the end of the bed.

"You really want to know?" she asks.

When he looks up, she's sitting there with her legs between his, her knees pressed together. She rests her hands on his thighs and leans forward, and he doesn't know what the _fuck_ she's doing, but he fucking _likes_ it.

(Now he knows what people are talking about when they use the term 'bedroom eyes.')

All he can do is nod like an idiot.

"You _really_ want to know." Her eyes are locked with his and he _cannot_ look away.

"Yeah, I do," he says with a smirk, suddenly finding, you know, his personality again.

She leans forward, standing up a little bit, and her hand rests on his shoulder as she leans down and speaks into his ear. "I'm never going to tell you," she says in the sexiest voice he's ever heard her use.

"Bitch," he whispers.

She actually laughs, then sits back down on her bed and pulls a blanket over her legs, and she starts going on about what she needs to work on in chemistry. (If her little show was some kind of experiment in the subject, he's pretty sure she gets an_ A fucking plus_.) He's just staring at her, because she's about 400 kinds of crazy, and he hates about 390 of them.

But then there's that other 10...

And that other 10 make _him_ crazy.

"What?" she asks when she realizes he's looking at her funny.

"You totally just fucking seduced me," he states, because he's just realizing it.

"I did not!" she cries, eyes all wide. "I was messing with you because you were messing with me."

"Nuh uhn." He shakes his head an slides the chair closer to the bed. "You just teased me. In a really good way. You totally had me for a minute there." She bites her lip and looks up at him through her eyelashes. "And you're fucking doing it again."

"I am?" she asks obliviously. She doesn't know why he starts laughing.

"Yeah, Rach. You are," he tells her.

"I thought...I thought all that stuff was just cliché that guys didn't really like," she says. He smiles at her. So naive.

"We pretty much like any attention a girl's gonna give us," he tells her.

"Oh. Well. That's good to know," she says, straightening her posture. He just laughs at her again as he watches her. She's sitting in the center of her bed, and if he thought she wanted it (he doesn't know she does) he'd totally join her. "Page 117..."

She starts reciting formulas and shit, and he focuses on that, because if he focuses on the fact that her hands felt really good on his legs, or the fact that he could see her white bra when she leaned forward to speak in his ear, he'll absolutely lose his shit.

But he kind of tunes her out when he starts thinking that if this is Rachel completely unaware that she's seducing him, what the hell would she be like if she was trying?

He might need some time alone with that later.

----

"I gotta ask you something," he says one day when he's sitting on her bed, half propped up against her pillows.

It's a Saturday, and he picked her up from dance class so they could hang out. Her dads are downstairs making dinner, which they've insisted he stay for. He's not about to complain about that, since her dads are like, Iron Chef material and their food is always fucking delicious. And he likes her bedroom and her bed. You know, except for all the girly shit in her room. It's always clean and it smells nice, like grapefruit or something. Maybe a little lemon. And some vanilla, because that's the perfume she wears.

"What's that?" she asks. She looks at him, lounging on her bed like he belongs there, leafing through one of her dad's issues of Esquire (he just noticed it because Blake Lively is on the cover in very little more than a pair of underpants and a tank top).

"How far can you lift your leg?"

She sputters a little in surprise, then starts laughing. "Excuse me?"

"You're like, a dancer and stuff, right? So you're probably really bendy," he states. He knows this is bordering on inappropriate, but that's never stopped him before.

"I'm _not_ going to demonstrate," she says seriously, since she can already see where this is heading. She's still in her leotard and her little sheer pink skirt thing (which, if you ask him, does fuck all except look good).

"Do it," he insists. She shakes her head. "C'mon. You made me dunk the ball the other day in the gym."

"Noah! That's hardly the same thing!"

"You wouldn't have a problem doing it if it was a part of choreography or something," he tells her, and he knows he's right, but she glares at him anyway.

"But it's not, and I'm not really clear on why you want so badly to know in the first place," she says putting her hand on her hip.

He smirks to himself. Time to play up to the side of her that he knows will make her give in.

"You know, Britt can lift her leg, like, straight in the air. I've seen her do it. Pretty impressive," he states. She looks _pissed_. This is _totally_ gonna work. "I doubt many people can do that."

She gets this steely expression on her face, and there's no way she's going to let him go around thinking that Brittany is a more talented dancer. Just because he's never seen Rachel do the exact same thing, doesn't mean she can't do it. In fact, she's been able to do it since she was eight years old.

She walks closer to him, stands at the end of the bed, and reaches for the bed post for stability. He watches her intently (and she watches him watching her) as she lifts her leg, bent at the knee, then straightens it out until her knee is like, at her shoulder, and her foot is above her head. She gets a smug grin on her face when he appears impressed and completely surprised.

"Happy?" she asks as she sets her foot on the ground again.

Then he grins lecherously and she wants to smack him a little. "Hell yeah."

(He's not going to tell her just how 'happy' he is. Christ, that was hot. Her foot was _above her head_.)

She turns on her heel and walks back to her desk, where she was trying to find music for them to listen to.

She's not prepared for what he says next.

"How the _fuck_ do you not have a boyfriend?" he asks. She turns to face him again, and she's almost smiling. "Seriously. Any girl who can do that should have no problem getting someone to sex her."

The glare is back, and it makes him laugh.

(She turns away when he looks her up and down again, because she thinks he may just have admitted that _he_ wouldn't mind 'sexing her', as he so ineloquently put it. And her cheeks feel like they're on fire.)

----

_tbc..._


	2. Chapter 2

Regionals are in Columbus, and so the second week of March, the glee club piles onto a bus with their luggage piled into the empty seats at the back, and they try to talk and listen to stupid songs to ease the jitters of having to perform in two days on the biggest stage they've gotten to yet.

Rachel is sitting alone, forehead pressed against the window as she watches scenery pass. Noah is sitting across from her, his back against the side of the bus and one leg propped up on the seat, and she can feel him looking at her sometimes. She doesn't acknowledge him, because she needs this time to just relax, not say anything (he'll later remind her just how weird that is). He's listening to music, and she's sipping from a bottle of water, and she literally _does not say a word_ the entire drive.

They all split and go their separate ways for dinner, and she ends up ordering a salad in her hotel room, relishing in the fact that she's got some complete peace and quiet, since Tina went out for dinner with some of the other members. She sits at the little table next to the balcony and looks out over Columbus as she eats.

She is so nervous, which is weird for her, because she doesn't do nervous. She doesn't know why it's happening right now, the knot in her stomach that won't go away. Maybe because she just wants this _so bad_.

She needs to run this feeling away. She needs control over something, and working out always gives her that, so she slips into her yoga pants and tank top, pulls her hair into a pony tail, grabs her iPod and heads for the hotel's gym, which she noticed on the way in is well equipped.

There's only one other person in the room, a woman of about 25, on a stationery bike, and they exchange smiles as Rachel heads for the treadmill. She starts jogging, listening to Kings of Leon, because it's about as far away as she can get from the songs they have to sing on Saturday. And also because she happens to find Caleb Followill's voice insanely attractive. And maybe a little bit because this is Noah's current favourite band, and she thinks she might like it a little more for that reason alone.

But they're just friends. That's it. And she doesn't think they should be anything more. She's not sure she even wants that. She's sure he doesn't.

But she still smiles all wide when he walks into the gym wearing a white tee shirt and a pair of grey sweat pants. He comes over, gives her a nod, and takes the treadmill next to hers. She doesn't miss the way he checks out the other woman in the room. Or the way that woman checks him out.

When he peeks at the screen of her iPod, he chuckles and holds up his own to show her that he's listening to the same band.

He thinks she looks really hot, skin covered in sweat and bangs sticking to her forehead. She's got great form (would Rachel Berry ever half-ass anything?) and, okay, he checks out her ass, because dude, those pants are _tight_, and her ass is amazing. Whatever.

He runs a little faster than her, and he notices, when he's not watching ESPN playing on the television mounted to the wall, that Rachel's sneaking glances at the woman in the room, who's now stretching. (She's really, really flexible, but Puck doesn't say anything, and he won't, because he knows Rachel wouldn't appreciate it. And besides, he's seen what Rachel can do with her leg. Not an easy image to forget). The woman smiles at both of them before she leaves, and Puck nods while Rachel smiles back politely.

Once they're alone in the room, he reaches over and tugs her earbud from her ear to get her attention (he knows she hates it, so he kind of does it just to piss her off, too).

"What was that all about?" he asks.

"What?"

"You into chicks now? You were staring at her," he points out.

"I find your insinuation that lesbianism is something that you can turn on like a switch highly offensive," she says. He's surprised she can still talk so much even when she's been running for however long.

"Yeah. Whatever. Two gay dads. Got it," he says, and he watches her roll her eyes.

She puts her earbud back in and he supposes he can't really blame her. She takes a sip of her water, but keeps right on running, and he's impressed. He never doubted that she obviously had some sort of fitness routine, since her body looks the way it does, but he's getting a little winded, and she's still going strong. And no, there's no way in hell he's going to let her run longer than him.

He realizes that she didn't answer his question.

When she finally stops running, he knows she sees him checking her out in the mirror as she stretches. She goes into the splits, then leans forward and rests her palms on the floor. He thinks she knows (and doesn't care) that he's looking. She dabs at her skin with a towel, then passes one to him as he starts his cool down.

She reaches for some free weights and he smirks to himself as she knocks out a few reps. He thinks he could do this with her a couple times a week, just be around her when they're both working out.

They leave at the same time, and he holds the door open for her, his towel draped around his neck. He notices her run her hand over the back of her shoulder. It's the second time she's done it, and he wonders what that's about. Given the way she brushed off his earlier question, he's not going to ask this one.

"What do you think of tattoos?" she asks out of nowhere when they're stepping back onto their floor.

Now the pieces are coming together. The girl in the gym had a Chinese symbol (which he thinks is lame, but that's just his opinion) between her shoulder blades. He's never thought of Rachel as someone to want a tattoo, but he thinks it'd be really hot.

"Depends on what it is. And where. And whether or not the person is like, gross," he says. She laughs a little bit.

"I think a tasteful tattoo can be kind of...sexy," she states. "Don't you?"

"Definitely," he says lowly. She runs her fingertips over her shoulder again, and he smiles when she looks at him. He's pretty sure he's just given her the answer that she wanted. "What're you doing right now?"

"Noah, it was just a question. You're not dragging me out to get a tattoo," she says with a laugh.

"Your dads actually _like_ me. I'm not about to fuck that up by getting you tattooed." She laughs again and he opens the door to his room. "I'm gonna shower. I'm coming over in 20."

She looks at him in confusion, wondering just what he has up his sleeve, but when he raises his brow, she smiles and nods her head.

20 minutes is not long enough for her to shower and put clothes on, so she'll have to rush. Tina still isn't back yet, and when Rachel checks her phone, she has a text, saying that the group (Tina, Artie, Finn and Quinn; it's like a double date, and Rachel hates that she's jealous) won't be back until just before their 11:30 curfew, because they've decided to go to a movie. Rachel finds herself excited by the prospect of being alone in her hotel room with Noah for the evening.

But that's silly.

Only there was something about watching him run, hearing him breathing next to her, noticing the sweat sticking to his skin, that made him more human to her somehow. It's easy to look at a guy like Puck and just think he's beautiful, not paying any mind to how he stays that way. But of course he works out. She's seen the weight rack in the garage at his house, the punching bag and the fact that he's built like some kind of god. (She'll admit it.) He also plays three sports, and she thinks that he's definitely got the best body of any guy she knows.

But why is she thinking of his body?

She steps out of the shower, pulls on a pair of pajama pants and a top, and she's braiding her hair when there's a knock at the door. She walks over and pulls it open, and Puck smiles as he walks in. He's got a bag of the real fruit gummies that she loves, and he tosses them onto the bed before flopping onto his back.

"You look hot. You always sleep in stuff like that?" he asks, looking her up and down. Her pants are deep burgundy and satin, and her top is dark grey and kind of flowy. Definitely not what he expected. (And she's totally not wearing a bra.)

"Yes, actually," she says. She doesn't feel weird about it until she says it, but why is she telling him what she sleeps in? Why does he care?

He reaches out and runs his hand over her leg as she passes him, and she looks at him like he's crazy. "Smooth."

She laughs softly and shakes her head, sitting down on the other bed (Tina's bed) and crossing her legs. "So what are we doing? Sometimes TCM plays really good movies on Thursday nights." He pulls a fine tipped Sharpie from his pocket and holds it up. "What's that for?"

"We're giving you a tatt."

"I beg your pardon?" she asks skeptically.

"Tattoo. Relax, Rach. It's a fucking marker. Stop looking at me like that," he says when she pulls a face. "C'mon. It'll be awesome."

"We have to perform in two days."

"So we won't put it anywhere visible." Her face falls again and he laughs. "Okay, I wasn't even being pervy. Hanging out with me has definitely corrupted you. Awesome."

"Noah, I don't know if this is appropriate," she says, shaking her head and eyeing him warily when he sits up and swings his legs over the bed so he's facing her. "And how do I know you won't give me something hideous?"

He narrows his eyes and tilts his head at her. "Come on. Don't you trust me by now?" he asks. She rolls her eyes, because she told him once that she does trust him, and he's been bringing it up in his defense ever since. "Your shoulder, right?"

He loves the smile that spreads across her face, even if she still looks like she's not sold on the idea. She looks over her shoulder to see the clear, smooth skin there, then she looks back at him, and the grin he has on is looking far too accomplished, considering he hasn't really done anything yet.

"_Small_, Noah. Like...the size of a thumbnail," she says seriously. It's his turn to roll his eyes. "I mean it. I want it to be delicate and feminine. And...sweet."

"And sexy," he adds, because what's the point of all this if it doesn't turn some heads?

"Yes. A little. I don't want like, a barbed wire rose, or whatever it is that slutty girls get," she says, which of course makes him laugh. Sometimes he seriously questions which fucking decade she's living in.

"Alright. What do you want, then?" he asks.

She raises her brow. "What can you draw?"

"Just get over here and lay down, would you?" She lets out a deep sigh and gets up, goes over and lays down on her stomach beside him, her left shoulder closest to him. She tries not to react when his warm hand moves over the bare skin as he touches the place where he's going to be drawing. "I have an idea."

"Am I going to like this?"

"Would I do something that you hate?" he counters. Okay, so maybe he _would_, but he's not _going to_. "You'll like it. Promise."

She knows he doesn't make promises to anyone but his mother, his sister, and Finn, every once in a while. She knows he has to mean it. So she lays there while he makes sure the strap of her top and her hair are out of the way, then he leans over her and pops the top off the marker.

She likes the way his body is angled over hers, and the way his free hand is resting in the middle of her back. It's a little weird, the feeling of someone drawing on her skin, but it feels almost intimate and sweet, how he's moving the marker slowly. He smells really good, like soap and fabric softener and deodorant. Every once in a while, he'll forget to wear cologne, and she can't decide if she likes him better with or without it. Not that it matters. They're just friends.

He thinks is pretty awesome of her to let him do this. No, he's not doing anything stupid that'll get him hit and/or make her cry or talk at him about responsibility and trust and friendship and whatever the hell else he's sure she'd say. But he can feel her breathing, since his hand is on her back (her skin is so warm, and it's a stupid thing to think, because of course it's warm, but whatever). The room is totally quiet, which, let's face it, is weird, because well, _she's_ there. He likes her best like this, mellow and relaxed. She actually makes jokes and sometimes laughs at his, and she smiles differently, which makes him feel kind of awesome.

And she's going to fucking love this 'tattoo'. There's a part of him that wishes she'd have it permanently. He did a pretty damn good job, if he may say so himself.

"Okay," he says. She turns her head to look at him as he runs his hand over her back a couple times. (He doesn't want to move it quite yet. So what?) "Done."

"Already?"

"It's a Sharpie, Rach. It's not an actual tattoo," he reminds her. She balls her fist and punches his thigh. "Take a look."

She sits up (and he swears that if she moved a certain way, he'd totally see some nipple, and yeah, he looks) and glances over her shoulder. She thinks her heart swells.

"Noah," she breathes out. He just smiles as she hops off the bed and skips over to the mirror. There are two little, delicate music notes on the back of her shoulder, and she doesn't think she could have picked something more perfect if she'd decided herself. "It's...I love it."

"Yeah?" he asks with a smile.

She turns back to him, and he wonders how it's even possible for someone to smile so wide. She walks back over and stands in front of him, and when she rests her hands on his cheeks and kisses his forehead, he is not staring at her chest. (He _so_ is. It's right there in front of him. What do you expect?)

But then he realizes that, since they broke up forever ago, she hasn't kissed him at all. Anywhere. Ever. This is kind of nice. His hands make their way to her hips and he looks up at her as she looks down at him. She doesn't think she's ever seen his eyes look so dark, and if she has, she can't remember it. She can feel his thumbs moving over the skin between her top and her pants, and she moves her hands down to rest on his shoulders

She's thinking back on the last few months, all the tension that's been building up, because she finds him attractive, and she knows he finds her attractive. She doesn't think it's anything more than that, but she can't really be sure.

She just knows that if he kisses her right now, she won't stop him.

"Rachel, I'm not going to kiss you," he says quietly.

She almost pouts. He almost smiles.

"Why?"

"Because you're my friend, and if I kiss you that'll mess everything up," he says.

There's a part of her that knows this is a rejection. The rest of her thinks it's sweet that he's being considerate. And besides, it's not like she told him she wants him to kiss her. She doesn't know why she does. Other than the obvious (which is that he's hot and they're alone and she hasn't been kissed in far, far too long).

He should be taking his hands off her, but he doesn't really want to. And he shouldn't be looking at her like this, but he can't help it. She's beautiful, and he might be realizing it for the first time. Sure, he's found her hot, sexy, cute, a time or two. Right now, she's so beautiful it's making his head spin. She's only wearing mascara, and her hair is just braided, but she looks so natural that it makes him realize that she's just a _beautiful_ girl.

And he wants to kiss her. God, does he want to. He just thinks she deserves better than him. She's the girl with all the big dreams (ones that he knows will come true, not that he's ever told her that much). He's just a boy who doesn't know what he wants out of life or if he can even go about getting anything more than an average life in their average town.

He likes her too much to drag her down. (This self awareness stuff is bullshit. Things were so much better when he just thought he was the shit and didn't care to look any deeper than that. He supposes he has her to thank for that too.)

"Well...fine," she says. She moves away from him, because she doesn't know what else to say, but she doesn't think her words are enough (a first).

She reaches for the remote and switches on the television, and that crazy J. Lo movie Enough is on, and they agree on watching it because, as Rachel puts it, it's an empowering movie about how women can stick up for themselves. Puck just thinks that a hot girl kicking ass is...well, kick ass. They lean back against the pillows on her bed and talk about the scenes as they happen. Noah makes her laugh, and Rachel thinks that it should be awkward, sitting here alone with him after what almost happened earlier, but it's not. It's comfortable, like it always is with him, and she likes it that way. She doesn't know what it'd be like if they had kissed. She's glad they didn't.

They fall asleep there. They aren't touching. His arm isn't around her and she's not folded into his side. They're merely sleeping on the same bed, her on her side next to him, hands tucked under her cheek, and him on his back with one hand behind his head and the other on his stomach.

Rachel only wakes up when she hears Tina's alarmed voice. "Is that a tattoo!?"

----

Honestly, there are days when he's surprised he doesn't just grab her and press her up against a wall. It's like the older she gets, the shorter her skirts get. And it's spring time, so she's not wearing sweaters any more. The amount of skin that girl shows is fucking criminal. He doesn't know how she doesn't get sent home for some of her outfits. They're every guy's school girl fantasy. Short skirts, shiny little shoes, and tight tee shirts or tank tops.

(Every once in a while, when she's wearing a tank top and her shoulder is exposed, he'll discretely run his hand over the skin there when no one else is paying attention. She blushes every time.)

It's like since that night in her hotel room when they almost kissed, they've had a lot of almosts. She almost slaps him when, after they won Regionals, she gets even crazier (scary thought) about their song choices and performances, and he promptly tells her (in front of everyone, because he's a moron) that she needs to 'chill and/or get laid'. No one laughs. He thinks it was hilarious. The look on her face is terrifying. (But she gets this little dimple between her brows when she's pissed, which he thinks is pretty cute.)

She smiles when he apologizes (she can tell when he's being sincere, which sucks most of the time, because he can't lie to her, even when he tries) and he wraps her into a hug and tells her to _fucking relax just a little bit_.

She doesn't.

She's stressed, to say the least. They have the biggest performance of their lives coming up in only seven weeks, and sometimes she feels like she's the only one taking it seriously. Not to mention, she's maintaining an 87% average, participating in advanced level dance classes, and seeing her voice coach twice a week.

Sometimes she doesn't know how she does it.

Sometimes she feels like she can't do it, not anymore.

She's out for a run one Saturday morning. It's 6:30, and there's still a chill in the morning air, and she's wearing just a pair of tight shorts, her running shoes and a tank top. She's listening to Michael Bublé (who, she won't lie, is one of her biggest crushes) and she just _breaks down_. Tears start streaming down her face, and she has to stop running and rest her hands on her knees as she sobs and tries to catch her breath. She doesn't know what's come over her. It's like every pressure, every stress, ever single worry she has, is all getting to her at once, and she just can't handle it.

She knows people who are driving by are staring at her, and she doesn't care. Who else in her stupid town is even up at 6:30? She knows she's a freak for not sleeping in, but she has her reasons. Her routine is set, and she knows her body won't respond well to the change.

She needs something, anything, to stop this feeling. She needs to do something that'll take her mind off everything completely. She needs...

God, she misses being in love with Finn sometimes. She'd just think about him and she'd be so consumed by it that she'd forget about everything else. Now she's got nothing. Not even a crush.

But that's not really true, now, is it?

What she feels for Noah isn't a crush.

It's more than that, but it isn't quite love, either. It's something in the middle that she's afraid to think about too much, because she doesn't know what it means, and she's not sure she even wants to know. They flirt and make fun of one another, and the tension is there, but they never act on it. He'll drape his arm around her shoulder when they're watching sports or movies or whatever. He's not seeing any girls, and hasn't since Christmas. He sticks up for her sometimes when she needs it, and he generally treats her like a best friend. In fact, he is her best friend. She doesn't know if she's his, but that doesn't matter so much to her.

Then add, of course, the fact that sometimes when he touches her, she feels a sensation deep in her stomach that she's almost certain is not a natural reaction to have to one's best friend. It's unfamiliar and uncomfortable, and it usually doesn't go away until he does.

So as she stands, hands on her knees, crying on the sidewalk and listening to Feelin' Good (oh, the irony) she thinks that there's only one person who can make her feel better.

Her fathers look at her strangely when she walks back into the house, and she wishes she knew how she looks, because she's sure that it isn't good. They ask her what's wrong, and she says nothing is. (_"Just pushed myself a little too hard, daddy,"_ she says, smiling sweetly as she kisses his cheek and grabs a banana.)

She showers and tries to relax for the rest of the day, but she ends up doing her homework out of habit, and she's completed everything by noon. As she's eating her lunch in the kitchen, reading the latest issue of Dance Magazine, her dad comes in and tells her that he and daddy are going on a last minute trip to Toledo, and is she okay staying home by herself overnight?

Of course she is. She actually loves it, an empty house and feeling like an adult. They pack quickly and she kisses them goodbye at the door, and they leave her a list of all the numbers they can be reached at, and they say they'll call when they arrive at their friend's house.

She calls Noah as soon as she's put on jeans and a tee shirt instead of her sweats.

She's got a plan. (Of course she does. She has a plan for everything.) She spends the next hour (Noah said it'd take that long for him to get there after his baseball practice) tidying her room and setting things up. Things like candles, pulling her blinds and drapes shut, turning on music, making her bed...

Oh, she's got a _plan_.

The way she sees it, Noah may just be right. Maybe she does need some kind of..._release_...to help calm her down or at least make her feel something other than stress. She's never done this before - any of it - but she thinks that he's the best person to do it with. He's experienced, and she trusts him, and she knows he'll treat her right.

Only once does she stop to think about how absolutely crazy it is for her to do all this. And that time comes when she reaches for the condoms from her bathroom drawer. Her dads replace them every six months, 'just in case', they say. They want her to be prepared.

Now she's prepared.

(She hasn't considered that Noah will not want to do this with her, because she's got every intention of making it impossible for him to say no.)

She quickly compiles a playlist of some songs she knows are sexy (she's not _completely_ uneducated in this area, she'll have you know). She's got Sade, Maxwell, D'Angelo, and yes, Robin Thicke, among others.

She admires her handiwork. Not bad for an hour's notice.

Puck walks into the house without knocking, because seriously? Her dads love him (weird, right?) and they always welcome him with open arms. (No really, they're huggers.) But this time, there's no amazing smells coming from the kitchen, or laughter from the den or sounds from the television in the living room. It's really quiet, and it's kinda freaky. The Berry household being quiet is like...well, _Rachel_ being quiet. It just feels wrong.

But he walks up the stairs and into Rachel's room. Well, sort of into Rachel's room. He stops in the doorway, because he wonders if she was expecting someone else. It smells really good, like lemon and pine needles and something else, and all these candles make everything look really...pretty. (Shut up.)

And Rachel's standing there, her hands tucked into the back pockets of her jeans, smiling at him like she knows something he doesn't. Which he's pretty sure is the case.

"What's this?" he asks. He hears a kick ass Erykah Badu song (yeah, he knows who she is) coming from her speakers, and he starts putting the pieces together. "Rachel..."

"Noah, I have a proposition for you," she says confidently. He shakes his head, but she walks towards him, and he can't help but notice just how deep the V on her V-neck tee shirt is. He sees bra.

(This is going to get him into _so. much. trouble._)

"I can see where this is going, Rach, and..."

"Let me explain," she says. He lets out a sigh and looks at her again before nodding. "I can't take it any more. The stress, the worrying. I had a breakdown this morning when I was running. You _know_ how composed I am," she says, and he looks at her skeptically. "You know how composed I _try_ to be. I don't let things get to me. I feel like things are spinning out of control, and I can't do anything about it."

"That's no reason to...do this," he says. He's not an idiot. He's fully aware of what exactly this proposition is.

She bites her bottom lip just a little bit and takes another step towards her. "I just want to forget everything, you know? For a little while. And just feel good." He cannot help the way his hands move to her waist, then slide down to rest on her hips. Her hands are on his upper arms, and he's shaking his head, despite the fact that he obviously can't keep his hands off her. "Do you understand?"

"Yeah, Rach, I get it, but...I can't...I _can't_."

"How come?" she asks, looking up at him through her eyelashes. "Don't you want to feel good too?"

(Fuck. _Why_ is she doing this to him?)

"This isn't how you want this to go," he says, because if he answers her question honestly, he knows she'll kiss him. And if she does, he won't be able to stop her. "You can't take it back."

She runs her hand over his shoulder, then lets it rest on his chest. Dammit, he never should have told her all that shit about seduction or whatever. It was ages ago, but it's clear she's remembered it.

He's looking down at her face, so damn beautiful, and he can feel her body heat, and whatever it is she's got on her lips looks absolutely edible. And he can't help but wonder if her panties match the grey lace bra he caught a glimpse of minutes ago.

"Why me?" he asks, gripping her hips tighter.

"Because. Why _not_ you?" she asks. He almost smiles at her. "You know I trust you. I know you'll be...good at it."

(Good answer, Rachel.)

He kisses her. He has to. It catches her off guard, but she recovers quickly and he pulls her against him, wrapping his arms around her waist to keep her in place. He can't say no to her, not when she's thought this through and lit candles and put on music and obviously isn't just acting on some strange whim. She wants this, and she wants him, and who the hell is he to deny her anything?

Her hands go to the bottom of his tee shirt, and he pushes her away just a little bit. He's got some ground rules, ones that'll be fucking torture to stick to, but he's going to do it.

And it's really hard not to be kissing her when he knows that he can. He can do anything he wants to her.

There's a moment when he wonders why they're not dating.

"I'm not going to have sex with you," he says. The look of disappointment in her eyes is enough to make him hard. "I can't do that. I can't."

"You could," she says enticingly. She honestly doesn't know where this confidence is coming from. Maybe from the fact that she's home alone, with him in her room, and the front of him is brushing up against the front of her. She's very aware of how he's feeling right now. It's scary and exciting, and she _wants him_.

"I'm not." His tone is serious, and she just looks at him. "Rachel, I won't let you do this with me just because you...Look, you can't just give it away like this."

"I'm 17. I'm the only virgin I know."

(Oh, dear god. This girl came to _play_, and if this were actually a sport, he should be crowned champion of the world for resisting the temptation to just fuck her because she wants it.)

"And it'll stay that way," he says, as gruffly as he can, trying to sound imposing when really, he can feel every breath she takes and it's making him crazy with lust.

"So...so what does that mean?" she asks quietly. "What are you...?"

He smirks and kisses her again, and he doesn't say anything more until he's pulled her shirt off and has her laying on her back on her bed. He stands over her, and he's absolutely shocked when she doesn't cover herself up at all. She's laying there in just a pair of dark jeans and a light grey bra, her chest heaving from kissing. It's like she's just waiting for him to do whatever he wants to do. _(Oh. My. God.)_

He pushes her legs apart so he can lay between them, and she mewls into his kiss when she feels him pressing against her. He feels deliciously heavy on top of her, his hand running down her side, over her hip and down her thigh to bend her leg at the knee. His hips rock against hers just a little bit more, and he lets out a sound from the back of his throat.

He pulls back abruptly with a boyish smile on his face, and her eyes are full of questions. (She _does not _want him to stop kissing her.) "Does this mean I can touch your boobs?" She laughs a little and nods her head. His grin grows, and his hand moves up her body. "Finally," he whispers.

She gasps when the tip of his index finger traces the skin just above her bra. It's like he's the master at turning her on, though she's never done any of this before. Kissing, yes, but she's never let anyone take her bra off her before. Any touching in that area was always done strictly over the shirt. Noah gently pushes the strap of her bra down her arm, leaving kisses on the newly exposed skin and trailing his way down to the valley of her breasts. She can't help the way her hands feather through his 'hawk. He didn't even have to tell her to (he loves it when chicks do it, but most of them hate his hair cut, which is pretty annoying.)

His tongue is cruel and teasing, and she thinks she hates him for not just undressing her already. "Noah, please."

Something about those two words from her mouth make him absolutely crazy, and he can't help the way he arches into her, which makes her let out the sexiest breath he's ever heard form anyone.

"And here I thought you were a good girl," he says teasingly.

"It's hard to be good," she breathes out. He pulls away, brushes the hair from her face and looks at her like she's crazy. That's a really sexy thing to say, but the way she said it was like, a performance or something. "Funny Girl."

He shakes his head and laughs at her. "Only you would quote a Streisand movie to me. While we're...doing...this," he says between kisses to her neck.

Things progress quickly from there, because she's so impressed that he knows that Funny Girl is a Streisand movie. For all his self-proclaimed badassness, she thinks that's the sexiest thing he's ever done.

He takes off his shirt, smiling at the way she stares at his bare torso, and she moves up the bed to lay back against the pillows. He kisses her so hard and so good as he removes her bra, that she doesn't even really register that he's done it until she realizes her skin is cold. But then he's laying over her again and she doesn't have to worry about it. And if she'd known laying with him like this was so amazing, his palm warm on her chest and his lips on whatever parts of her he can kiss, she would have done it ages ago. She feels like someone has set her alight, and every time he does something new, she feels that feeling in her stomach building a little more.

He reaches for the button of her jeans, and she sucks in a breath, so he stops, rests his hand on her pelvic bone over the denim, and forces her to look at him. "Tell me to stop any time, baby," he says seriously. She just nods. "I mean it, Rachel. You don't have to do this."

She can feel him, hard against her thigh, and she thinks that she wants everything from him before she remembers that he won't give it all to her. She won't mention it again.

"Okay," she says after a moment, shifting her hips impatiently. "Noah, please, just do something."

(Begging? Good call, Berry. She's so good at this that he almost can't believe she's never done it before, never gone this far with anyone. It makes him feel like the fucking _man_ that she's chosen him.)

He pops open the button of her jeans as he moves so he's laying half on his side next to her, his hand resting on his elbow. He smiles at her as he slides her zipper down slowly. It's shocking, how much she misses the weight of him on her. He runs his hand over her stomach, just below her navel, and when he looks down, he sees that yes, her panties do match her bra. There's a moment when he wonders just how long she's been thinking about this. But it doesn't really matter, so he pushes the thought aside.

He's not kissing her, and he's only touching her with one hand. She hates it (well, no, but she just really wants _more_) and when she squirms, trying to get closer to him or _some_thing, he presses his palm into her stomach a little as if to tell her to stay still.

"Noah," she whines. (He doesn't think he'll ever hear his name the same way from her again.) "Why are you being mean?"

"Mean? Baby, this is good," he insists. He dips just one finger, and just to the first knuckle, beneath the waistband of her panties, running it from hip to hip, and she closes her eyes. "You're beautiful, you know that?"

She doesn't think this is the time for him to get sweet. Not that she hates the compliment, but he's frustrating her more, and that was clearly _not_ the point behind this whole seduction scheme.

"I..."

"Gorgeous," he says, leaning over to kiss the hinge of her jaw. He's pressing against her hip, and that part's a little frightening to her now, actually. She wants him, yes, but she thinks he might just know better than she does that she's not ready. Not for that. "Have I ever told you that?"

She shakes her head, and he presses his lips to her neck. "No."

"You are, Rachel. So beautiful." He almost whispers it, and it makes her feel so amazing, so wanted, that she doesn't know what to do about it.

"Thank you," she murmurs, turning her head so she's looking into his eyes. She leans up to kiss him, and she thinks she could take charge if she wanted to. But there's something wonderful about him just showing her how this all goes.

"Welcome," he whispers.

An "Oh!" escapes her lips when he slips his hand into her underwear, and a groan leaves his when he realizes how smooth she is. Like..._wow_. (_Really?_)

"Goddamit, Rach," he says, burying his face against her neck. "Since when do you...Christ."

"I'm a dancer," is all she says, and she giggles (though it's hard to think of anything but his fingertips so close to where she needs them) when she feels the breath he lets out against her skin. She never thought the fact that she waxes would be such a turn on for him. "It's necessary."

"So fucking sexy." He kisses her hard, swallowing her gasp when he runs his index finger over her most sensitive spot. "You have no idea."

She's so wet, so warm, and he's uncomfortable in his jeans, but this isn't about him. He's always been a pleaser, taking care of his partner before himself, but it sucks just a little bit to know that he'll probably have to take care of himself, _himself_. She bites down on his lip a little harder than she normally would, then tears her mouth away from his.

"God, Noah." She reaches out for him, for something to grab, and she ends up just resting the back of her hand against his bare stomach, and all he can think of is how close she is to his waist, how a couple inches downward would make him feel so much better, relieve some of the pressure. But then she's looking away from him, her face hidden, and he stops moving his hand.

"Rachel, look at me," he insists. She doesn't. "Rachel." Her cheeks are flushed and her eyes are glassy, and he's pretty sure she's never looked better. "Do you want me to stop?"

"No!" she answers quickly. She shifts her hips for emphasis. "No, don't stop."

Well, he stops anyway, and she whines about it, but he's got plans. (He really, really wants to taste her, but he honestly doesn't know what she'd do if he licked his fingers right now. He's still trying to get a grasp on this situation and exactly what she'll let him get away with, and he doesn't want to do anything to fuck up his chances.)

She watches him, their eyes locked, as he moves down her body and he links his thumbs through her belt loops to pull down her jeans. He does it slowly, almost like he's waiting for some kind of permission (as if she hasn't been begging him). She watches his eyes, how they move from her eyes, to her lips, then down past her chest, her hips and down her legs. He drops her jeans on the floor and smiles with some kind of fondness as he runs his hands up her calves and over her thighs. He's kneeling between her legs, and she thinks it almost looks like he belongs there or something, but that could just be the lust talking.

It surprises her that she really doesn't feel embarrassed or shy laying before him like this, practically naked. It's just very hard to feel nervous when he's looking at her with such appreciation, like maybe he's wanted this for a while, like he intends to make her feel as good as she wants to and he won't stop until he accomplishes it.

He runs his hands over her hips, then hooks his fingers beneath the sides of her panties. "I'm gonna take these off," he says. She notices, as she nods her head, that his voice is lower and softer than usual. It sends a sensation through her body. She lifts herself up and he rolls her underwear off her hips, and she sees his adams apple move when he swallows as he looks at her.

(He's totally kicking himself for not doing this sooner. She's so amazing, so perfect, which isn't a word he uses lightly, and he doesn't know how he hasn't had her this way before. He's more than happy to be getting the chance now.)

"Don't you want to..." Her voice trails as her eyes roam down his body. "Your jeans." He smirks in a way that sends heat to her belly, and shakes his head. "No?"

He's surprised at his own composure. Naked girl. In front of him. And he's calm and half dressed. That might be a first.

"You're the one who needs it, baby," he says, laughing immediately when her jaw drops. She lifts her leg and kicks his side, and he smiles at her. "I'm gonna ask you something."

She seriously hates him right now. If she wanted a conversation, she wouldn't have let him undress her. "What?"

"Have you ever touched yourself?" His hands roam over her legs, just above her knees as he speaks. He almost laughs when her face turns red.

"I'm not answering that!"

"Rachel, you're fucking naked right now. Don't get shy. Answer the question," he goads. He looks her up and down again for good measure. (Seriously? This girl's body is like, _perfection_.)

She bites her lip, realizing that he has a point. And she doesn't really know what difference it makes, but she figures she'll answer him anyway. She's pretty sure their days of having secrets are over. (A fact that she thinks she might like just a little too much.)

"No," she replies, eyes locked with his.

His eyebrows raise in surprise "Never?" She shakes her head, and he gets a cheshire cat-like grin on his face. "I'm gonna be the first person ever to make you come." He says it proudly (she's glad she's laying down, because her knees are weak), like he's always going to remember and she's always going to remember. That seems pretty monumental right now. "You okay?"

"Oh my god, Noah!" she cries in frustration, leaning up on her elbows. "Just touch me! _Please_."

He laughs, then leans over her again, kissing her soundly, letting his tongue move against hers for a few moments before he pulls away and leaves a trail of kisses down her body, letting his hands and lips pay attention to his favourite parts of her. (He's surprised by how many he has.)

He notices how her muscles tense a little when he settles himself between her thighs and spreads her legs. He doesn't know why she's nervous now; every inch of her is absolutely beautiful. But then he remembers that this is her first time for _everything_, and so he caresses her hip softly just before his mouth makes contact with her most intimate part.

She lets out a little squeak involuntarily, because his mouth is so warm, and so...she doesn't have words. She, Rachel Berry, doesn't have words. She assumes that's kind of the point of all this, isn't it? Don't think, just feel. Well, what he's making her feel is so good that she closes her eyes tightly and grips her bedspread with one hand. The other moves to his head, and she doesn't know why, but it feels sexy and right, so she does it. He blows hot air against her and the noise that comes from her throat doesn't even sound like her.

She decides very quickly that all this? All this that she's been so reluctant to explore? Not over rated _at all_.

And she honestly can't picture this happening with anyone other than him.

Her back arches a little bit, trying to feel more, more of him and more of this feeling stirring within her, and then one of his hands moves off her hip. She anticipates what's going to happen, but it does nothing to prepare her for the sensation. She breathes out a string of words, one of which may be his name, and she doesn't know how much more of this her body can handle. She can feel herself building towards a release, and it's unnerving to have no prior knowledge of the feeling, so she has no clue when it's going to happen, only that it's going to. But there's something thrilling about that too, she thinks. She just wants to feel weightless, breathless, and she's almost one hundred per cent certain that's what she's going to get.

He can tell she's totally eating this up (ha) and he loves it. She's reacting to him in a way he knows isn't really intentional. She has no experience (until now, he thinks, smiling against her) but she's already so amazing at this. He likes a girl who isn't afraid to make noise (hello, have you met Rachel?) He likes that she's moving and touching him, and he really likes that she's saying his name.

And she tastes fucking _fantastic_. He feels like kind of a creep for thinking about it so much, but she tastes like maple syrup or something else sweet, and he seriously can't get enough. It's amazing.

She wonders how a person learns how to do this. And okay, she's thinking about it because it's slowing down the heat pooling in her stomach (albeit only slightly). She wonders if it comes naturally to him, or if it's just practice, which she'd rather not consider.

And then his tongue circles her and she whimpers, because this, right now, might be the best she's ever felt. She thinks this boy could write the manual for this particular task. She arches her back again when he slips another finger inside her and curls them both upward.

"Noah," she says, though it comes out much softer than she intends. "Oh...god. _Noah_..."

She feels the heat spreading outward, and she thinks she might call his name (she does, loudly, which he _loves_) as her toes curl and she clutches her bedspread and arches her back.

He doesn't stop until she does, until she's just laying there again, breathing heavily, eyes drooping closed, trying to regain her composure. He runs his hands gently over her hips a couple times, and he can see the beginnings of a lazy little smile on her lips.

He kisses her hip bone, then her navel, then the swell of her breast before laying next to her on his side again. He kisses the apple of her cheek and rests his hand on her stomach again.

"You okay?" he asks, brushing her hair back from her slightly sweaty brow.

"Uh huh," she mumbles. She turns her head, looks at him and kisses him. He's a little surprised, since she obviously knows where his mouth just was, but she doesn't seem to care. "That was...it was..."

He laughs a little as she pulls away. "Not bad, right?" he asks, smiling down at her. She doesn't respond, and that's okay because he knows exactly how she feels anyway. "You need anything?"

"I'm okay," she says. She looks over at him again, and he swears her eyes are black. "Do you?"

He hates that he thinks it, but a blow job'd be nice. He's painfully hard, and the fact that she's still laying there, naked in front of him, all glowy and...naked...isn't helping him. (Did he mention that she's naked?)

"I'm good," he says. (Asking for a BJ would most likely get him kicked out of her house.) He reaches for the blanket at the end of her bed and covers her over with it, and she curls up on her side, still smiling. She lets out this little purring sound, and he wonders how one girl can be so many amazing things. "C'mere."

She tucks herself into his arms, and he kisses her forehead. Even just this makes her feel hot all over, and she loops her arm over his side to rest on his back. "You're really, really good at that," she says quietly.

You'd think he'd just gotten everything he ever wanted, with the way he's smiling. He knows she doesn't mean to, but when she moves closer to him, her hips brush against his, and he can't help but suck in a breath. He doesn't want to make her uncomfortable, but she can't keep moving like that.

"Rach." When he looks down at her, her face is red, flushed in embarrassment. She bites her lip and she isn't sure where her confidence comes from, seeing has she has no real idea what she's doing, but she slips her hand between them and touches him through his jeans. He grabs her wrist to still her. "Don't. You don't have to."

She leans forward and kisses him, letting her lips linger on his, and his hand falls away from hers. "I want to." She fumbles with the button before sliding his zipper down and taking him in her hand. "Just...just tell me if I'm doing it right."

"Oh, god," he groans as she strokes him. His eyes fall closed and he rests his forehead against hers. "No it's...it's good. You're good." When he opens his eyes, she's looking straight at him, and he's pretty sure it's not going to take much to finish. "_Fuck_."

She doesn't know what this means for them, if anything, but she knows that she's seeing him in a completely different light. A brighter one.

She _wants_ him.

----

He sits back in his chair in glee club and tries not to think about her thighs against his cheeks, his hands on her ass or his name spilling from her lips. He tries not to think about her little hand wrapped around him. He tries not to think of how nice it was to just lay there with her afterward, just kissing lazily and laughing and listening to her hum along with the songs that came on.

It was the best day he's ever had, hands down. He cannot stop thinking about her.

It's fucking annoying.

It's been almost a week, and he's craving her, more of her, and he thinks she's completely oblivious. The way she's been acting around him, it's like nothing's changed. It's like they didn't spend an entire afternoon and most of an evening naked in her bed. He's never had that much fun _not_ having sex with a girl.

He overhears Quinn make a comment about Rachel's demeanor, and make mention that she's 'glowing', and no one but Rachel knows what the scoff he lets out means. She glances at him, but that's all. Not even a smile.

He thinks they've fucked everything up. He's pretty sure their friendship is ruined, and he's probably lost her.

But then he opens his locker and notices a folded up piece of paper sitting atop his books. The paper has multicoloured hearts on it, and he knows it's hers. Her writing on the page tells him to come over at 8:00.

He smirks to himself, stuffs the note into his pocket, and smiles at her as he passes her in the hall.

The rest of the day is torture.

Well, there's only one period to get through, but it happens to be a class they have together. She sits in the front of the room, and he sits in the back, and he thinks she knows exactly what she's doing when she drops her pencil and has to reach down to get it. From where he's sitting, he actually leans forward and almost sees panty when she raises her left side as she bends down. She also gets up to go to the washroom, which she never does (she told him once, talked to him about leaving class and how a more responsible person, like herself, would use the facilities between classes.) So he watches her walk out of the room, of course, and when she comes back in, he knows she notices him staring, and she gives him this little smile that almost makes him groan.

She's noticed him looking at her this week. A lot. Actually, she wonders if he's trying to get other people to notice. She thinks she might like if that was the case, because maybe that would mean that he wants more from her. Not just more, physically, but the other stuff too. Like a relationship.

Which she knows is crazy. She knows who he is and what he does, and she thinks she might only be setting herself up for disappointment, but she can't help it, not after Saturday. And she, if she lets herself think about it, will still feel her cheeks flush and get that rush of..._something_ at the thought of him touching her, treating her like he did.

How is she not supposed to want more?

It's been weird the last couple days, only because she has no idea how to act around him. He sat next to her at lunch one day, and his thigh pressed against hers, and she thought for sure someone would say something about the colour in her face. He winked at her in the hallway on Wednesday, and she actually forgot what class she was heading to for a moment. So if she's been keeping her distance and seeing just a little bit less of him, it's because she doesn't think she can control herself around him.

Friday, he's wearing her favourite shirt of his, and the jeans that sit low on his hips. A few of them are gathered around her locker in the morning, and he stretches his arms over his head. She catches a glimpse of his stomach, his defined hip bones, and she turns away only so she doesn't get caught in the middle of a very vivid daydream (or maybe it's a flashback).

Her fathers are going away for the evening, not due back until well after midnight, and so when she writes out the note for him on the heart paper he always teases her for, she's pretty sure he's not going to say no.

The way he's looking at her right now as she takes her seat in the front of the room again, she thinks she might need to see him before 8:00.

She fidgets through dinner with her dads, and if they notice, they don't say anything about it. This anticipation, this feeling in her body (and maybe her heart) is almost unbearable. She's never felt anything like it. It's strange, though, because as much as she hates it, she kind of loves it too.

She locks the door behind her dads as soon as they leave, and then she waits. It's quarter to 8:00, and she has no intentions of recreating the scene she made last Saturday. She doesn't know what's going to happen, and though he probably assumes it anyway, she doesn't really want him to think that she's only invited him over for a repeat.

She's just barely moved away from the door when there's a knock. She laughs, because she knows who it is, and she doesn't think he's ever been early to anything in his life.

"What, were you waiting in the bushes?" she asks with a laugh as she pulls the door open.

"Practically," he says, walking inside and kicking the door closed behind him. He has to kick it because his hands reach out for her and pull her against him. "Longest wait ever."

"That's slightly dramatic, Noah," she tells him. "You saw me a few hours ago."

He grins wolfishly and leans in to kiss her. "I didn't see _enough_ of you."

(She wonders if it's possible to become addicted to a person.)

She lets him kiss her right there in the foyer of her home, because this is what she's wanted all week, what she's been waiting for. She loves the idea of him wanting her as badly as she wants him. She doesn't think he wants her in as many ways as she wants him, but at this moment, she'll take what she can get.

Honestly, this is the best thing that's happened to him in a week, kissing her like this, holding her like this. He woke up in a sweat one night after dreaming of something that he probably shouldn't have. She'd turn red if he ever told her what she was doing to him in that dream.

And the real thing, the real girl, is _so_ much better.

"Should we talk?" she asks, though it's hard to focus on anything but his lips on her neck.

"No."

"Noah," she laughs. His head drops to her shoulder and he lets out a breath before he pulls away.

"Now who's mean?" he mumbles. She laughs softly and kisses him again, and he moans, because he wants this, her, and she talks so damn much that who fucking knows when he'll get her? "What'd you wanna talk about?"

She pulls herself out of his arms, as hard as it is to do, and walks over to the sofa. He follows, sitting down next to her and draping his arm over the back of the couch. "Us, I guess," she says.

There's an eerie uncertainty to her words, and it freaks him out. "Okay." He runs his hand over her shoulder, hoping it'll, you know, relax her or whatever. "What's up?"

She tilts her head and almost smiles at him. What a ridiculous question. "Noah, don't play dumb with me. I know you're not oblivious to the situation. This, us, is...it's changing, and I don't want to just walk blindly into some kind of relationship, whether that's physical or otherwise, without knowing exactly where I stand with you. And you should want to know where you stand with me. Shouldn't you?"

"Uh. Sure." (Paying attention to her words would be a lot easier if she didn't have one leg tucked beneath the other. Her skirt is covering her, falling between her legs, but, well, that's where _he_ wants to be.)

"Focus," she scolds. When he looks back at her face, she's smiling.

"Sorry," he laughs. "This skirt is...fuck, Rach."

She smiles and rolls her eyes. "Anyway, I just...I don't know what this is for you. I want to know how you're feeling after...what happened," she says, her voice getting softer and softer the more she speaks.

"Honestly? I'm feeling like it's been a long time coming," he says. "Sorry about the pun or whatever."

She actually smiles, happy that he understands what a pun even is. "The sex, or...?"

"We didn't have sex, Rach," he reminds her. He almost laughs when she looks down, but when she starts toying with the hem of her skirt, he has to rest his hand on hers to stop her. (It's way too much to ask of him to focus when she's doing that.) "But we could if you wanted to."

She looks up at him in complete confusion. Sure, there's a boyish smirk on his lips, but she thinks he means more than just what he's saying. "What happened to the guy who refused?" she asks, and if she sounds bitter, it's because there's still a very, very irrational part of her that stings from the rejection. (Yes, she knows _exactly_ how crazy that is, considering.)

"He's sitting here having a fucking conversation about feelings." She laughs a little, and he moves closer to her. "What happened to the girl who was all confident and sure of what she wanted?"

She bites her lip and shrugs her shoulder. "Same thing."

"Look, Rach, you know I'm kind of a jackass, and that I have no problem just fucking girls and never talking to them again," he says candidly. (Shit. That did _not_ come out right.) "I mean, I used to do that. And...yeah, not any more."

"So what are you saying?" she asks, and there's almost a scowl on her face.

"Remember before, I didn't even want to kiss you, 'cause it'd mess up our friendship," he tells her. "You really think I'd...do what we did Saturday if I didn't feel...something?"

She's trying not to smile, and he can tell, so he rests his hand on her thigh, which coaxes it from her. "What do you feel?"

"What do _you_ feel?" he counters, because he's doing all the talking here, and it's weird.

"I feel like you're my best friend, Noah," she says, her eyes locked with his. He's honestly worried she's going to tell him they can't do this. "And then I think that...what better person to date than your best friend?"

His thumb stops making circles on her thigh, because shit, she wants to date him? Not that he's against the idea, at all, actually, but he's surprised she wants that. Honestly, the way she's been acting around him (like nothing happened at all) kind of led him to believe that she didn't want anything more to do with him. When he'd gotten the note, he assumed she might just want more of the goods, which he was (is) more than willing to supply.

Knowing that she wants him for more is...unexpected. And nice. And kinda makes him feel like the fucking _man_, actually. She, straight laced (mostly), ambitious, crazy, amazing Rachel Berry, wants to be with _him_.

He doesn't know what to say, so he just leans forward and kisses her, but it's different than the others. He doesn't move his lips too roughly against hers, and his hands aren't digging into her skin. He's shit with words, but he's good with this, and the smile on her face when they part tells him that she understands what he's trying to tell her.

"Yeah?" she asks. He laughs and nods, kisses her again, and her hand falls to his thigh as she moves so she's almost sitting on his lap.

"I like you, Rachel," he says, because he honestly can't recall if he's ever said the words. It's obvious, really, because they're friends, best friends or whatever, but it means more now.

Fuck. Did he just become a boyfriend?

She stands from the couch, his hand in hers, and he follows her, because this look in her eye? Fucking _sexy as hell_. He watches the sway of her hips as they walk up the stairs, her in front of him, and he tries, for the millionth time in a week, to figure out how he's the lucky bastard she's chosen. Their relationship (they have a _relationship_) is a far cry from where they started out at the beginning of the year. He wanted to hate her, and she wanted to ignore him, and they just couldn't do either. She relied on him a couple times because she was forced to, and he was nice to her a couple times because no one was around to question him about it.

Now she's pulling him onto her bed with her and he's laying between her legs, and there's a stupid, _insane_ voice in his head telling him that he could fall for this girl if he was willing to let himself.

She kisses him, her hand feathering through the hair at the back of his neck, and he runs his hand up her side. She doesn't understand how it can feel _so good _to have someone's weight on you. But she's warmer with him there, and it feels right to have her knees bent and him between them.

She honestly thought that conversation was going to go much differently than it did. It's weird, she thinks, that she understands what he's saying even when he's saying nothing. They really haven't kissed enough for her to know what his different kisses mean, but she just _knows_. That sweet, delicate kiss on the sofa was definitely his admission of feelings, and the way he's kissing her now, smooth and slow, is just confirmation.

Their eyes lock, both of them breathless, as she starts unbuttoning his shirt, and she shifts her hips against his, purely just to torture him, he's sure. (Honestly, she talks a big game about that no gag reflex thing, and he wants proof. Maybe not today, but _soon_, dammit.)

He kisses her hard when she's got his shirt undone and her hand grazes his stomach just above his jeans. She doesn't seem to mind the sudden change of pace, and he knows she's not merely following his lead as the more experienced of the two of them. She wants him as badly as he wants her. And that is awesome.

When he pulls her shirt over her head, she's wearing a white bra with light yellow little stars on it, and it's innocent and so, so hot (why, he doesn't exactly know), and he runs his hand over the fabric as he shakes his head.

"I am so not the right guy for you," he breathes out.

She smiles and pulls him back towards her. "Liar," she whispers.

She actually believes it. His heart races, and it's not just because she's kissing him again.

She doesn't care that he obviously doesn't believe her yet. She thinks she has a lot of time to make him.

_**-Fin-**_


End file.
